Renegotiation and Allocation. Varian shall use its reasonable efforts ---------------------------- to obtain, before the Distribution Date, all required consents, waivers or amendments or other actions by the lenders under the VAI Term Loans and the Notes Payable to permit the transfers, assumptions and retentions contemplated by Sections 2.05(b), (c) and (d). Notwithstanding the foregoing, Notes Payable shall first be transferred to or retained by the member of the Group to which any related Asset is transferred, or by which any related Asset is retained, and shall only be allocated to another Group to the extent otherwise required by this Section 2.05.
Appears in 2 contracts
Sources: Distribution Agreement (Varian Inc), Distribution Agreement (Varian Associates Inc /De/)
Renegotiation and Allocation. Varian shall use its reasonable ---------------------------- efforts ---------------------------- to obtain, before the Distribution Date, all required consents, waivers or amendments or other actions by the lenders under the VAI Term Loans and the Notes Payable to permit the transfers, assumptions and retentions contemplated by Sections 2.05(b), (c) and (d). Notwithstanding the foregoing, Notes Payable shall first be transferred to or retained by the member of the Group to which any related Asset is transferred, or by which any related Asset is retained, and shall only be allocated to another Group to the extent otherwise required by this Section 2.05.
Appears in 1 contract
Sources: Distribution Agreement (Varian Inc)